This paper assesses inpatient and outpatient care and their capacity to respond to changing demands in the context of the demographic transition in Brazil. The data were obtained from studies by the Brazilian Institute of Geography and Statistics (IBGE) and databases in the National Health System (CNES, SIH, and SIA). The reduction in birth, fertility, and infant mortality rates and the increase in life expectancy at birth are still driving population growth, while decreasing the dependency rate, thereby providing the opportunity to make necessary adjustments. The population increased by more than 27.5 million from 1999 to 2009, with a 26.7% reduction in hospital beds and 947,000 hospitalizations, with distortions in the distribution by specialty, but with increases in high-complexity outpatient and inpatient care. The results show that Brazil is undergoing a transition in the healthcare model, requiring greater capacity for future planning of a more complex system and revising the model to prepare for a larger elderly population in the coming decades.